What documents are necessary for the sale of a shareholding in OOD / EOOD?

First of all, if I want to buy shares in a company and become a partner in it, I need to file a written application for my acceptance as a partner in OOD / EOOD. I hereby send this application to the manager of OOD / EOOD and I must declare that I accept the terms and conditions of the company's agreement and will comply with its provisions. If I am already a partner and I buy shares from another partner, such a request is not necessary as I am already taking part in the firm.

The question of whether to be accepted as a partner in OOD / EOOD will be decided by the General Meeting of the Company, respectively by the sole owner of the capital of EOOD. This decision is taken by a majority of more than three quarters of the capital, that is to say, the approval of such a number of shareholders holding a total of at least three quarters of the shares.

For the decisions taken, a written document - a protocol of the General Assembly of OOD / protocol-decision of the sole owner of the capital of EOOD is created. This document should contain the following solutions:

 

1) Agrees that the sales partner sells a certain number of units to the buyer concerned.

 

2) To be accepted as a new partner in the company (only when the partner is new).

 

3) Let the old partner who sold my shares be released (the old partner is released only when he has sold all his shares).

 

4) To reflect the changes made in the company's contract of the company / the constitutive act of EOOD.

 

The minutes shall be signed by the partners, and when a new partner is accepted, a notary certification of the signatures and the content shall be carried out unless the written agreement is provided in the contract of association.

 

The company's contract of the company / the constitutive act of EOOD must reflect the personal data of the new partners in the company, indicating the shares that each of us holds after the sale. The Company / Founding Act must be signed by all the partners.

The sales partner and the buyer sign a contract for the purchase and sale of units with notarized authentication of the signatures and content carried out at the same time. The contract describes the buyer and seller, the number and value of the units being sold, as well as the selling price the buyer pays.

How does the sale of units of OOD / EOOD fit into the Commercial Register?

The purchase and sale of shares is entered in the Commercial Register at the Registry Agency. This is done with an application form A4. The manager may authorize a lawyer to declare the entry. The following documents shall be attached to the application:

 

application for my admission as a partner in OOD / EOOD;

protocol of the General Meeting of the company / protocol-decision of the sole owner of the capital of EOOD;

a declaration on the form of absence of required and unpaid labor remunerations, indemnities and compulsory social security contributions of the employees in the company;

the company agreement of the company / the constitutive act of EOOD;

contract for the purchase and sale of units.

 

For the entry of the changes in the Commercial Register itself, it is also necessary:

 

a statement of the truthfulness of the circumstances declared for entry;

a power of attorney when the entry of the changes is claimed by a lawyer;

document for paid state fee.

What fees do I owe when selling units?

The fee for entering the sale of shares in the Commercial Register is 30 leva if I submit my paperwork, or 15 leva - for electronic submission, for which I need an electronic signature. What will be the notary fee for validation of the share sale contract depends on the price at which the units are sold, but the minimum is 30 leva. The notary fee for the validation of the protocol of OS of OOD will be calculated according to the number of signatures and pages of the document. The fee for the first signature is 5 leva, and for each one another - 2 leva. The fee for the first page is 10 leva, and for the next one - 2 leva.